Entest (ETNI) 10-Q 21 Jan 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Nov. 30, 2019	Jan. 20, 2020
Document And Entity Information
Entity Registrant Name	ENTEST GROUP, INC.
Entity Central Index Key	0001449447
Document Type	10-Q
Document Period End Date	Nov. 30, 2019
Amendment Flag	false
Current Fiscal Year End Date	--08-31
Entity's Reporting Status Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	true
Entity Common Stock, Shares Outstanding		49,171,083
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	333-154989
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	26-3431263
Entity Address, Address Line One	No. 911 Bao’an Book City
Entity Address, Address Line Two	Xinqiao Street Central Road
Entity Address, City or Town	Shenzhen
Entity Address, Country	CN
City Area Code	86
Local Phone Number	13709631109
Entity Interactive Data Current	Yes

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Nov. 30, 2019	Aug. 31, 2019
Current Assets
Cash	$ 0	$ 0
Total Current Assets	0	0
Total Assets	0	0
Current Liabilities
Accounts payable and accrued expenses	12,371	11,474
Due to related party	38,292	21,197
Total Current Liabilities	50,663	32,671
Total Liabilities	50,663	32,671
Stockholders' Deficit
Common stock: 500,000,000 shares authorized; $0.0001 par value 49,171,083 shares issued and outstanding	4,917	4,917
Additional paid in capital	9,025,314	9,025,314
Accumulated deficit	(10,082,500)	(10,064,508)
Total Stockholders' Deficit	(50,663)	(32,671)
Total liabilities and Stockholder's Deficit	0	0
Series AA
Stockholders' Deficit
Preferred Stock	0	0
Series AAA
Stockholders' Deficit
Preferred Stock	0	0
Series B
Stockholders' Deficit
Preferred Stock	73	73
Non-Voting
Stockholders' Deficit
Preferred Stock	$ 1,001,533	$ 1,001,533

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Nov. 30, 2019	Aug. 31, 2019	Nov. 15, 2018
Common stock, authorized	500,000,000	500,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, issued	49,171,083	49,171,083
Common stock, shares outstanding	49,171,083	49,171,083	49,170,472
Preferred stock, authorized	5,000,000	5,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Non-Voting
Preferred stock, authorized	3,000,000	3,000,000
Preferred stock, par value	$ 1	$ 1
Preferred stock, issued	1,001,533	1,001,533
Preferred stock, shares outstanding	1,001,533	1,001,533	1,001,533
Series B
Preferred stock, authorized	4,400,000	4,400,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, issued	728,073	728,073
Preferred stock, shares outstanding	728,073	728,073	728,073
Series AA
Preferred stock, authorized	100,000	100,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, issued	667	667
Preferred stock, shares outstanding	667	667	667
Series AAA
Preferred stock, authorized	300,000	300,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, issued	534	534
Preferred stock, shares outstanding	534	534	534

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Income Statement [Abstract]
Revenue	$ 0	$ 0
Operating expenses:
Professional fees	17,992	2,439
General and administration		11,615
Total operating expenses	17,992	14,054
Operating loss	(17,992)	(14,054)
Other income (expense):
Rental income	0	28,000
Gain on write off of accounts payable	0	23,629
Gain on disposition of Zander	0	188,589
Refund on amount previously paid	0	1,289
Loss on disposition Entest Biomedical	0	(6,947)
Interest expense	0	(495)
Total Other Income (Expense)	0	234,065
Net income (loss)	$ (17,992)	$ 220,011
Basic income (loss) per common share (in dollars per share)	$ 0	$ 0
Diluted income (loss) per common share (in dollars per share)	$ 0	$ 0
Weighted average number of common shares outstanding
Basic (in shares)	49,171,083	49,171,083
Diluted (in shares)	49,171,083	179,240,304

CONDENSED STATEMENTS OF CHANGES

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Series AA	Series AAA Preferred	Common Stock	Additional Paid In Capital	Accumulated Deficit	Total	Series B	Non-Voting Convertible Preferred Stock
Beginning balance, Shares at Aug. 31, 2018	667	534	49,171,083				728,009	1,001,533
Beginning balance, Amount at Aug. 31, 2018	$ 0	$ 0	$ 4,917	$ 9,003,892	$ (10,256,126)	$ (245,711)	$ 73	$ 1,001,533
Contributed Capital	0	0	0	21,422	0	21,422	0	0
Net income (loss) for the period	$ 0	$ 0	$ 0	0	220,011	220,011	$ 0	$ 0
Ending balance, Shares at Nov. 30, 2018	667	534	49,171,083				728,009	1,001,533
Ending balance, Amount at Nov. 30, 2018	$ 0		$ 4,917	9,025,314	(10,036,115)	(4,278)	$ 73	$ 1,001,533
Beginning balance, Shares at Aug. 31, 2019	667	534	49,171,083				728,073	1,001,533
Beginning balance, Amount at Aug. 31, 2019	$ 0	$ 0	$ 4,917	9,025,314	(10,064,508)	(32,671)	$ 73	$ 1,001,533
Net income (loss) for the period	$ 0	$ 0	$ 0	0	(17,992)	(17,992)	$ 0	$ 0
Ending balance, Shares at Nov. 30, 2019	667	534	49,171,083				728,073	1,001,533
Ending balance, Amount at Nov. 30, 2019	$ 0	$ 0	$ 4,917	$ 9,025,314	$ (10,082,500)	$ (50,663)	$ 73	$ 1,001,533

CONDENSED STATEMENTS OF CASH FL

CONDENSED STATEMENTS OF CASH FLOWS (unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Cash Flows from Operating Activities:
Net income (loss)	$ (17,992)	$ 220,011
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Loss on disposition Entest Biomedical	0	6,947
Gain on disposition of Zander	0	(188,589)
Net cash received for divestiture of Entest Biomedical	0	1,937
Gain on write off of accounts payable	0	(23,629)
Changes in operating assets and liabilities:
Increase in accrued rental income receivable	0	(12,000)
Increase in accounts payable and accrued expenses	897	1,180
Decrease in unearned rental income	0	(7,730)
Net cash used in operating activities	(17,095)	(1,873)
Cash Flows From Financing Activities:
Contributed capital	0	1,821
Repayment of bank overdraft	0	(66)
Proceeds from related parties	17,095	0
Net cash provided by financing activities	17,095	1,755
Net increase (decrease) in cash	0	(118)
Cash at Beginning of Period	0	267
Cash at End of Period	0	149
Supplemental Cash Flow Information:
Cash paid for interest	0	0
Cash paid for taxes	0	0
Supplemental Disclosure of Non-Cash Financing Activity:
Debt Satisfied through Contributed Capital	$ 0	$ 19,601

ORGANIZATION, DESCRIPTION OF BU

ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN	3 Months Ended
	Nov. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN	NOTE 1. ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN Entest Group, Inc. (the “Company” or “Entest”) was incorporated in the State of Nevada on September 24, 2008 as JB Clothing Corporation. On July 12, 2009, the Company changed its name to EntestBioMedical, Inc. On February 12, 2018 the Company changed its name from EntestBioMedical, Inc. to Entest Group, Inc. The Company’s current business strategy is to acquire an operating company seeking the perceived advantages of being a publicly held corporation. No assurance can be given that such an acquisition shall occur or, if such an acquisition were to occur, it would occur on terms and conditions beneficial to the Company or its shareholders. Change of Control On November 15, 2018, David Koos, Regen BioPharma Inc., Bostonia Partners Inc., Sherman Family Trust, Dunhill Ross Partners Inc., Bio-Technology Partners Business Trust (collectively, the “Sellers”) and Peiwen Yu (the “Buyer”) entered into a stock purchase agreement (the “SPA”), pursuant to which the Sellers agreed to sell and the Buyer agreed to purchase an aggregate of 23,733,334 shares of common stock, 667 shares of Series AA preferred stock, 534 shares of Series AAA preferred stock and 1,001,533 shares of Non-Voting Preferred Stock of Entest from the Seller for an aggregate purchase price of $325,000. The closing of the transactions contemplated by the SPA occurred on November 27, 2018. The purchase price was paid out of the Buyer’s personal funds. As of the date of the transaction, Entest had 49,170,472 shares of common stock, 728,073 shares of Series B Preferred Stock, 667 shares of Series AA Preferred Stock, 534 shares of Series AAA Preferred Stock and 1,001,533 shares of Non-Voting Convertible Preferred Stock outstanding. The securities purchased pursuant to the SPA represent 48.3% of the outstanding shares of common stock, 90% of the outstanding shares of common stock assuming the conversion of the Non-Voting Convertible Preferred Stock on the execution date of the SPA and 94% of the voting power of Entest. As contemplated by the SPA, in November 2018, David Koos resigned as Chairman, Chief Executive Officer, President, Acting Chief Financial Officer and Secretary of Entest and Peiwen Yu became as a director, Chief Executive Officer and President of Entest. Pursuant to the SPA, in November 2018, Mr. Koos also resigned as a director of the Company upon compliance by Entest with information statement delivery requirements pursuant to Rule 14f-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Going Concern and Liquidity Considerations The accompanying unaudited interim financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not generated any revenues since the change of control and disposition of its subsidiaries and has an accumulated deficit of $10,082,500. These factors among others raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. The continuing operations of the Company are dependent upon its ability to continue to raise adequate financing and to commence profitable operations in the future and repay its liabilities arising from normal business operations as they become due. In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders or directors.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Nov. 30, 2019
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of November 30, 2019 and the results of operations, statements of changes in stockholders’ deficit and cash flows for the periods presented. The results of operations for the period ended November 30, 2019 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited interim financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2019 filed with the Securities and Exchange (the “SEC”) on December 20, 2019. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments. Cash and Cash Equivalents Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. The Company had $0 in cash and cash equivalents as of both November 30, 2019 and August 31, 2019. Fair Value Measurements As defined in ASC 820” Fair Value Measurements,” fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The Company's financial instruments consist of cash, prepaid expense, accounts payable, and due to related parties. The carrying amounts of these financial instruments approximate fair value due to either length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded to reduce the Company’s deferred tax assets to the amount that is more likely than not to be realized. Basic and Diluted Net Income (Loss) per Common Share Management computes basic and diluted earnings (loss) per share amounts in accordance with ASC Topic 260, “ Earnings per Share The following is a reconciliation of the numerator and denominator used in the basic and diluted earnings per share ("EPS") calculations. Three Months Ended November 30, 2019 2018 Numerator: Net income (loss) $ (17,992 ) $ 220,011 Earnings allocated to participating securities — — Income (loss) available to common stockholders $ (17,992 ) $ 220,011 Denominator: Weighted-average shares of common stock 49,171,083 49,171,083 Dilutive effect of convertible instruments — 130,069,221 Diluted weighted-average of common stock 49,171,083 179,240,304 Net income (loss) per common share: Basic $ ( 0.00 ) $ 0.00 Diluted $ (0.00 ) $ 0.00 For the three months ended November 30, 2019, the convertible instruments are anti-dilutive and therefore, have been excluded from earnings (loss) per share. For the three months ended November 30, 2018, diluted earnings per share is calculated using net income available to common stockholders divided by the diluted weighted average number of common shares outstanding during each period determined using the if-converted method. Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation.The reclassification has no effect onpreviously reported results of operations or cash flows. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company's unaudited condensed financial statements.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Nov. 30, 2019
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 3. RELATED PARTY TRANSACTIONS During the period ended November 30, 2019, the Company’s sole officer advanced to the Company an amount of $17,095 for the payment of operating expenses on behalf of the Company. As of November 30, 2019 and August 31, 2019, the Company was obligated to the officer, for an unsecured, non-interest bearing demand loan with a balance of $38,292 and $21,197, respectively.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Nov. 30, 2019
Stockholders' Deficit
STOCKHOLDERS' EQUITY	NOTE 4. STOCKHOLDERS’ EQUITY Authorized Stock The Company is authorized to issue an aggregate of 500,000,000 shares of common stock with a par value of $0.0001, 5,000,000 shares of preferred stock with a par value of $0.0001, and 3,000,000 shares of non-voting convertible preferred stock with a par value of $1.00. Each share of common stock entitles the holder to one vote on any matter on which action of the stockholders of the corporation is sought. Series AA Preferred Stock The Company is authorized to issue 100,000 shares of Series AA Preferred Stock at a par value of $0.0001 per share.As of November 30, 2019, and August 31, 2019, 667 shares of Series AA Preferred Stock were issued and outstanding. Series B Preferred Stock The Company is authorized to issue 4,400,000 shares of Series B Preferred Stock at a par value of $0.0001 per share.As of November 30, 2019, and August 31, 2019, 728,073 shares of Series B Preferred Stock were issued and outstanding. Series AAA Preferred Stock The Company is authorized to issue 300,000 shares of Series AAA Preferred Stock at a par value of $0.0001 per share.As of November 30, 2019, and August 31, 2019, 534 shares of Series AAA Preferred Stock were issued and outstanding. Non-Voting Convertible Preferred Stock The Company is authorized to issue 3,000,000 shares of Non-Voting Convertible Preferred Stock at a par value of $1.00 per share. On October 2, 2018, the Company amended Article 4 of its Articles of Incorporation to change the conversion features of the Company’s Non -Voting Convertible Preferred Stock. The Conversion Price changed from being equal to the greater of $0.01 per share or seventy percent (70%) of the lowest closing bid price of its shares of common stock (the “Closing Price”) on its principal trading market or exchange for the five (5) trading days immediately preceding written receipt by the corporation of the holder’s intent to convert to being equal to the greater of (i) $0.001 per share and (ii) seventy percent (70%) of the lowest Closing Price for the five (5) trading days immediately preceding written receipt by the corporation of the holder’s intent to convert. As of November 30, 2019, and August 31, 2019, 1,001,533 shares of Non-Voting Convertible Preferred Stock were issued and outstanding. Common Shares The Company is authorized to issue 500,000,000 shares of Common Stock at a par value of $0.0001 per share.As of November 30, 2019, and August 31, 2019, 49,171,083 shares of Common Stock were issued and outstanding.

DECONSOLIDATION OF ZANDER THERA

DECONSOLIDATION OF ZANDER THERAPEUTICS, INC.	3 Months Ended
	Nov. 30, 2019
Notes to Financial Statements
DECONSOLIDATION OF ZANDER THERAPEUTICS, INC.	NOTE 5. DECONSOLIDATION OF ZANDER THERAPEUTICS, INC. On June 18, 2015,Entest established Zander Therapeutics, Inc. (“Zander”), a then wholly owned subsidiary. On May 5, 2018, The Company declared the distribution on a pro rata basis as a dividend in kind of 3,000,000 of the common shares of Zander Therapeutics, Inc., par value $0.0001 to: (a) Holders of record of the outstanding common shares of the Company as of the record date, which is May 30, 2018. (b) Holders of record of the shares of any outstanding series of the preferred shares of the Company as of the record date, which is May 30, 2018. Shareholders of the Company shall receive one (1) share of common stock of Zander Therapeutics, Inc. for each 17 shares of the Company’s common and/or preferred stock held as of the record date for such dividend. The distribution of the 3,000,000 common shares of Zander Therapeutics, Inc. to the common and preferred shareholders of the Company occurred on June 11, 2018 (“Distribution Date”). As a result of the payment of the abovementioned property dividend, the Company’s percentage of ownership of Zander fell below 50% resulting in the deconsolidation of Zander as of the Distribution Date. As of the Distribution Date, all assets and liabilities attributable to Zander were derecognized by the Company. The Company recognized a $10,034 gain as a result of the deconsolidation. The Property dividend may be deemed to have occurred with a related party as the recipients were shareholders of Entest, including the then Chairman and Chief Executive Officer of Entest and Regen Biopharma, Inc. which was a company under common control with Entest. The Company’s remaining shares of Zander, which consisted of 5,000,000 shares of Zander’s Series M Preferred Stock (“Zander M Stock”) were accounted for under Equity Method as of the Distribution Date until November 29, 2018. The Zander M Stock was carried a Fair Value and the carrying value was increased by the Company’s proportionate share of earnings of Zander and decreased by cash dividends paid by Zander as well as the Company’s proportionate share of losses of Zander up to the carrying value. As of August 31, 2018, the carrying value of the Zander M Stock was decreased by the Company’s proportionate share of the losses of Zander, amounted to $0. As of August 31, 2018, Entest beneficially owned 34.82% of the share equity of Zander. During the quarter ended November 30, 2018, the Company divested itself of the Zander M Stock as satisfaction of $179,318 of interest accrued but unpaid owed by the Company and $9,270 of unearned rental payments made to the Company. As the Zander M Stock had a carrying value of $0, the Company recognized a gain of $188,589 on the disposition

DISPOSITION OF ENTEST BIOMEDICA

DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION	3 Months Ended
	Nov. 30, 2019
Disposition Of Entest Biomedical Inc. California Corporation
DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION	NOTE 6. DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION During the quarter ended November 30, 2018 the Company divested itself of Entest Biomedical, Inc., a California corporation and wholly owned subsidiary, for consideration consisting of $2,000 paid by an entity controlled by the Company’s then Chairman and Chief Executive Officer, David R. Koos, as full consideration for Entest Biomedical Inc. as well as any and all furniture, fixtures and equipment owned by the Company which has a carrying amount of $0. The Company recognized a loss of $6,947 on the disposition based on the difference between the net assets of Entest Biomedical, Inc. and consideration received. Cash derecognized in divestiture $ (63 ) Accrued rent receivable derecognized in divestiture $ (12,000 ) Liabilities derecognized in divestiture $ 3,116 Consideration received in divestiture $ 2,000 Loss recognized in divestiture $ (6,947 )

INCOME TAXES

INCOME TAXES	3 Months Ended
	Nov. 30, 2019
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 7. INCOME TAXES The Company provides for income taxes under ASC 740, “Income Taxes.” The income tax provision for the periods ended November30, 2019 November 30, November 30, 2019 2018 Net income (loss) $ ( 17,992 ) $ 220,011 Effective tax rate 21 % 21 % Income tax expense (benefit) ( 3,778 ) 46,202 Less: valuation allowance 3,778 ( 46,202 ) Income tax expense (benefit) $ — $ — Net deferred tax assets consist of the following components as of November 30, 2019 and August 31, 2019: November 30, August 31, 2019 2019 Net operating loss carryforwards $ 9,741 $ 5,963 Valuation allowance (9,741 ) (5,963 ) Net deferred tax asset $ — $ — On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Act”) resulting in significant modifications to existing law including lowering the corporate tax rate from 34% to 21%. In addition to applying the new lower corporate tax rate in 2018 and thereafter to any taxable income we may have, the legislation affects the way we can use and carry forward net operating losses previously accumulated and results in a revaluation of deferred tax assets and liabilities recorded on our balance sheet. The Company has completed the accounting for the effects of the Act during the period ended May 31, 2019. Given that current deferred tax assets are offset by a full valuation allowance, these changes will have no impact on the balance sheet. At November 30, 2019and August 31, 2019, the Company had $46,385 and $28,393 respectively of the U.S. net operating losses (the “U.S. NOLs”), which begin to expire beginning in 2029. NOLs generated in tax years prior to July 31, 2018, can be carryforward for twenty years, whereas NOLs generated after July 31, 2018 can be carryforward indefinitely. The NOL carry forwards are subject to certain limitations due to the change in control of the Company pursuant to Internal Revenue Code Section 382. The Company will not able to carryover the NOL generated before November 27, 2018 to offset future income due to the change of control in November 2018 (see Note 1).

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Nov. 30, 2019
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 8. SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date which the financial statements were available to be issued. All subsequent events requiring recognition as of November 30, 2019 have been incorporated into these financial statements and there are no subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.”

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Nov. 30, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of November 30, 2019 and the results of operations, statements of changes in stockholders’ deficit and cash flows for the periods presented. The results of operations for the period ended November 30, 2019 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited interim financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2019 filed with the Securities and Exchange (the “SEC”) on December 20, 2019.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. The Company had $0 in cash and cash equivalents as of both November 30, 2019 and August 31, 2019.
Fair Value Measurements	Fair Value Measurements As defined in ASC 820” Fair Value Measurements,” fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement). The Company's financial instruments consist of cash, prepaid expense, accounts payable, and due to related parties. The carrying amounts of these financial instruments approximate fair value due to either length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements.
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded to reduce the Company’s deferred tax assets to the amount that is more likely than not to be realized.
Basic and Diluted Net Income (Loss) per Common Share	Basic and Diluted Net Income (Loss) per Common Share Management computes basic and diluted earnings (loss) per share amounts in accordance with ASC Topic 260, “ Earnings per Share The following is a reconciliation of the numerator and denominator used in the basic and diluted earnings per share ("EPS") calculations. Three Months Ended November 30, 2019 2018 Numerator: Net income (loss) $ (17,992 ) $ 220,011 Earnings allocated to participating securities — — Income (loss) available to common stockholders $ (17,992 ) $ 220,011 Denominator: Weighted-average shares of common stock 49,171,083 49,171,083 Dilutive effect of convertible instruments — 130,069,221 Diluted weighted-average of common stock 49,171,083 179,240,304 Net income (loss) per common share: Basic $ ( 0.00 ) $ 0.00 Diluted $ (0.00 ) $ 0.00 For the three months ended November 30, 2019, the convertible instruments are anti-dilutive and therefore, have been excluded from earnings (loss) per share. For the three months ended November 30, 2018, diluted earnings per share is calculated using net income available to common stockholders divided by the diluted weighted average number of common shares outstanding during each period determined using the if-converted method.
Reclassifications	Reclassification Certain amounts from prior periods have been reclassified to conform to the current period presentation.The reclassification has no effect onpreviously reported results of operations or cash flows.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company's unaudited condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Nov. 30, 2019
Accounting Policies [Abstract]
Schedule of earnings per share	Three Months Ended November 30, 2019 2018 Numerator: Net income (loss) $ (17,992 ) $ 220,011 Earnings allocated to participating securities — — Income (loss) available to common stockholders $ (17,992 ) $ 220,011 Denominator: Weighted-average shares of common stock 49,171,083 49,171,083 Dilutive effect of convertible instruments — 130,069,221 Diluted weighted-average of common stock 49,171,083 179,240,304 Net income (loss) per common share: Basic $ ( 0.00 ) $ 0.00 Diluted $ (0.00 ) $ 0.00

DISPOSITION OF ENTEST BIOMEDI_2

DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION (Tables)	3 Months Ended
	Nov. 30, 2019
Disposition Of Entest Biomedical Inc. California Corporation
Schedule of disposion	Cash derecognized in divestiture $ (63 ) Accrued rent receivable derecognized in divestiture $ (12,000 ) Liabilities derecognized in divestiture $ 3,116 Consideration received in divestiture $ 2,000 Loss recognized in divestiture $ (6,947 )

INCOME TAXES (Tables)

INCOME TAXES (Tables)	3 Months Ended
	Nov. 30, 2019
Income Tax Disclosure [Abstract]
Schedule of income tax provision	November 30, November 30, 2019 2018 Net income (loss) $ ( 17,992 ) $ 220,011 Effective tax rate 21 % 21 % Income tax expense (benefit) ( 3,778 ) 46,202 Less: valuation allowance 3,778 ( 46,202 ) Income tax expense (benefit) $ — $ —
Schedule of deferred tax assets	November 30, August 31, 2019 2019 Net operating loss carryforwards $ 9,741 $ 5,963 Valuation allowance (9,741 ) (5,963 ) Net deferred tax asset $ — $ —

ORGANIZATION, DESCRIPTION OF _2

ORGANIZATION, DESCRIPTION OF BUSINESS, AND GOING CONCERN (Details Narrative) - USD ($)	1 Months Ended
	Nov. 15, 2018	Nov. 30, 2019	Aug. 31, 2019
Number of common stock issued		49,171,083	49,171,083
Common stock, shares outstanding	49,170,472	49,171,083	49,171,083
Accumulated deficit		$ (10,082,500)	$ (10,064,508)
Series AA
Number of preferred stock issued		667	667
Preferred stock, shares outstanding	667	667	667
Series AAA
Number of preferred stock issued		534	534
Preferred stock, shares outstanding	534	534	534
Non-Voting Convertible Preferred Stock
Number of preferred stock issued		1,001,533	1,001,533
Preferred stock, shares outstanding	1,001,533	1,001,533	1,001,533
Series B
Number of preferred stock issued		728,073	728,073
Preferred stock, shares outstanding	728,073	728,073	728,073
Peiwen Yu (the "Buyer") | Non-Voting Convertible Preferred Stock
Number of preferred stock issued	1,001,533
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer")
Number of common stock issued	23,733,334
Purchase price	$ 325,000
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer") | Series AA
Number of preferred stock issued	667
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer") | Series AAA
Number of preferred stock issued	534
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer") | Common Stock
Percentage of Stock outstanding	48.30%
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer") | Common stock and non-voting convertible preferred stock
Percentage of Stock outstanding	90.00%
Stock purchase agreement (the "SPA"), | Peiwen Yu (the "Buyer") | Voting common stock
Percentage of Stock outstanding	94.00%

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Numerator:
Net income (loss)	$ (17,992)	$ 220,011
Earnings allocated to participating securities	0	0
Income (loss) available to common stockholders	$ (17,992)	$ 220,011
Denominator:
Weighted-average shares of common stock	49,171,083	49,171,083
Dilutive effect of convertible instruments	0	130,069,221
Diluted weighted-average of common stock	49,171,083	179,240,304
Net income (loss) per common share:
Basic	$ 0	$ 0
Diluted	$ 0	$ 0

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($)	Nov. 30, 2019	Aug. 31, 2019
Accounting Policies [Abstract]
Cash and cash equivalents	$ 0	$ 0

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Nov. 30, 2019	Aug. 31, 2019
Due to related party	$ 38,292	$ 21,197
Officer
Due to related party	$ 17,095

STOCKHOLDERS' EQUITY (Details N

STOCKHOLDERS' EQUITY (Details Narrative) - $ / shares	Oct. 02, 2018	Nov. 30, 2019	Aug. 31, 2019	Nov. 15, 2018
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, authorized		500,000,000	500,000,000
Common stock, issued		49,171,083	49,171,083
Common stock, shares outstanding		49,171,083	49,171,083	49,170,472
Preferred stock, authorized		5,000,000	5,000,000
Preferred stock, par value		$ 0.0001	$ 0.0001
Series B
Preferred stock, authorized		4,400,000	4,400,000
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, issued		728,073	728,073
Preferred stock, shares outstanding		728,073	728,073	728,073
Non-Voting Convertible Preferred Stock
Preferred stock, authorized		3,000,000	3,000,000
Preferred stock, par value		$ 1	$ 1
Preferred stock, issued		1,001,533	1,001,533
Preferred stock, shares outstanding		1,001,533	1,001,533	1,001,533
Liquidation terms	(i) $0.001 per share and (ii) seventy percent (70%) of the lowest Closing Price for the five (5) trading days immediately preceding written receipt by the corporation of the holder’s intent to convert.
Conversion price reduction due to closing bid price (in dollar per share)	$ 0.01
Conversion price equals average closing bid price (percent)	70.00%
Number of consecutive trading days	5 days
Series AA
Preferred stock, authorized		100,000	100,000
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, issued		667	667
Preferred stock, shares outstanding		667	667	667
Series AAA
Preferred stock, authorized		300,000	300,000
Preferred stock, par value		$ 0.0001	$ 0.0001
Preferred stock, issued		534	534
Preferred stock, shares outstanding		534	534	534

DECONSOLIDATION OF ZANDER THE_2

DECONSOLIDATION OF ZANDER THERAPEUTICS, INC. (Details Narrative) - USD ($)	May 05, 2018	Nov. 30, 2018	Aug. 31, 2018	Nov. 30, 2019	Aug. 31, 2019
Common stock, par value				$ 0.0001	$ 0.0001
Zander M stock
Gain on deconsolidation		$ 188,589
Equity method stock remaining	5,000,000
Carrying value		0	$ 0
Zander Therapeutics, Inc.
Dividend in kind	3,000,000
Common stock, par value	$ 0.0001
Record date	May 30, 2018
Distribution date	Jun. 11, 2018
Gain on deconsolidation	$ 10,034
Ownership percentage			34.82%
Interest accrued		179,318
Unearned rental payments		$ 9,270
Common stock distribution description	one (1) share of common stock of Zander Therapeutics, Inc. for each 17 shares of the Company’s common and/or preferred stock

DISPOSITION OF ENTEST BIOMEDI_3

DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION (Details) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Consideration Received in Divestiture		$ 2,000
Loss recognized in divestiture	$ 0	(6,947)
Entest Biomedical, Inc.
Cash derecognized in Divestiture		(63)
Accrued Rent Receivable Derecognized in Divestiture		(12,000)
Liabilities Derecognized in Divestiture		3,116
Consideration Received in Divestiture		2,000
Loss recognized in divestiture		$ (6,947)

DISPOSITION OF ENTEST BIOMEDI_4

DISPOSITION OF ENTEST BIOMEDICAL, INC., A CALIFORNIA CORPORATION (Details Narrative) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Disposition Of Entest Biomedical Inc. California Corporation
Divestiture consideration		$ 2,000
Furniture fixtures and equipment carrying amount		0
Loss on disposition Entest Biomedical	$ 0	$ 6,947

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	3 Months Ended
	Nov. 30, 2019	Nov. 30, 2018
Income Taxes
Net income (loss)	$ (17,992)	$ 220,011
Effective tax rate	21.00%	21.00%
Income tax expense (benefit)	$ (3,778)	$ 46,202
Less: valuation allowance	3,778	(46,202)
Income tax expense (benefit)	$ 0	$ 0

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	Nov. 30, 2019	Aug. 31, 2019
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 9,741	$ 5,963
Valuation allowance	(9,741)	(5,963)
Net deferred tax asset	$ 0	$ 0

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	3 Months Ended
	Nov. 30, 2019	Aug. 31, 2019
Income Tax [Line Items]
Net operating loss carry forwards	$ 46,385	$ 28,393
Description of carry forwards expiry year	which begin to expire beginning in 2029
Previous Tax Year
Income Tax [Line Items]
Effective interest tax rate	34.00%
Current Tax Year
Income Tax [Line Items]
Effective interest tax rate	21.00%